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Khandwala & KhandwalaCHARTERED ACCOUNTANTS
SCRUTINIZER'S REPORT
NAME OF THE COMPANY Meghmani Organics Limited
MEETING 22nd Annual General Meeting
DATE & TIME Tuesday, 26th July, 2016 at 10:00 a.m.
VENUE H T Parekh Convention Centre, Ahmedabad
Management Association, ATIRA campus,
Dr. Vikram Sarabhai Marg, Vastrapur,
Ahmedabad - 380015.
1. Appointment as Scrutinizer:
We were appointed as the Scrutinizer for the remote e-voting as well as the
physical ballot voting conducted at the 22nd Annual General Meeting (22nd
AGM) of Meghmani Organics Limited (hereinafter referred to as the
Company) held on Tuesday, 26th July, 2016 at 10:00 a.m. at H T Parekh
Convention Centre, Ahmedabad Management Association, ATIRA campus,
Dr. Vikram Sarabhai Marg, Vastrapur, Ahmedabad - 380015.
2. Dispatch of Notice convening the Meeting
The Company has informed that, on the basis of the Register of Members
made available by the depositories viz., National Securities Depository Limited
(NSDL) and Central Depository Services (India) Limited (CDSL), the
Company completed dispatch of the Notice of the AGM as under.-
~ On 30th June, 2016 bye-mail to members who had registered their e-
mail-IDs with the Company/Depositories.
~ On 1st July, 2016 by Registered A.D. to members in physical form.
3. Cut-off date
The voting rights were reckoned as on Tuesday, 19th July, 2016, being the Cut-
off date for the purpose of deciding the entitlements of members at remote e-
Voting.
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2nd Floor, 'Hrishikesh', Vasantbaug Society, Opp. Water Tank, Gulbai Tekra,Ahmedabad - 380 006.Phone: +91 99989 50215, +91 79 2630 6530 Website: www.khandwala.in
4. Remote e Voting
4.1 Agency:
The Company had appointed Central Depository Services (India)
Limited (CDSL) as the agency for providing the remote e-votingplatform.
4.2 Remote e-Voting:
Remote e-Voting platform was open from 09:00 a.m. on Saturday,23rd
July, 2016 to 5:00 p.m. on Monday, 25th July, 2016 and members were
required to cast their votes electronically conveying their assent or
dissent in respect of the. Ordinary and Special Resolutions, on the e-
Voting platform provided by CDSL.
5. Voting at the AGM:
5.1 As prescribed under Rule 20 (4)(XIII)of the Companies (Management
and Administration) Amendment Rules, 2015, for the purpose of
ensuring that members who have cast their votes through remote e-
voting do not vote again at the general meeting, the Scrutinizer shall
have access after closure of period of remote e-voting and before the
start of general meeting, to only such details relating to members who
have cast their votes through remote e-voting, such as their names, DP
ID/Client ID, Folios, number of shares held but not the manner in
which they havevoted.
5.2 Accordingly,CDSL, the remote e-Voting Agency provided us with the
names, DP ID/Client ID, Folios and shareholdingof the memberswho
had cast their votes through remote e-voting.
5.3 The Company provided physical ballot voting facilityto the members
who attended the meeting.
6. Counting Process
6.1 On completion of voting at the meeting,CDSLprovided us with the list
of members who had cast their votes, their holding details and detailsof
vote cast on the resolution.
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6.2 The locked ballot boxes were subsequently opened in our presence and
ballot papers were diligently scrutinized. The ballot papers were
reconciled with the records maintained by the Company/Registrar and
transfer agent of the Company and the authorizations / proxies lodged
with the Company.
6.3 The ballot papers, which were incomplete and/ or which were otherwise
found defective have been treated as invalid and kept separately.
7. Results
7.1 We observed that
a) 30 members had cast their votes at the meeting.
b) 105members had cast their votes through remote e-Voting
7.2 As required under Regulation 23 (4) of the SEBI (LODR) Regulations,
2015, all the related parties have abstained from voting on resolution
No.3, 4 and 7.
7.3 The Consolidated Results with respect to each item on the agenda as set
out in the Notice of the 22nd AGM dated 28th May, 2016 is enclosed as
per annexure.
7.4 Based on the aforesaid results, we report that 7(seven) Ordinary
Resolutions as contained in the Item No.1 to Item No.7 and l(one)
Special Resolution as contained in Item No.8 of the Notice dated 28th
May, 2016, have been passed with requisite majority.
7.5 The ballot papers and all other relevant records were sealed and handed
over to the Company Secretary for safe keeping.
Date:27TH JULY, 2016
Place: AHMEDABAD
FOR, KHANDWALA & KHANDWALA
CHARTERED ACCOUNTANT_..-~
FRN10764 W
(!/fur~(M. M. KHANDWALA)
PARTNER
MNo3247
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KHANDWALA & KAHNDWALA
Chartered Accountant
ANNEXURE
Consolidated Result
Item No. 1 Adoption of Audited Standalone Financial Statement for the Financial Year ended 31 st March 2016
together with report of the Board of Directors and Auditors thereon and the Audited Consolidated
Financial Statement for the Financial Year ended 31st March, 2016and auditors report
ParticularsRemote e-votes Voting at the AGM Total
Number Votes Number Votes Number VotesPercentage
Assent 104 13,32,92,454 27 3,448 131 13,32,95,902 100.00%Dissent - - - - - - 0.00%Total 104 13,32,92,454 27 3,448 131 13,32,95,902 100.00%
Based on the aforesaid results, we report that the Ordinary Resolution as contained in Item No.1 of the Notice dated
28thMay, 2016,has been passed unanimously.
Item No.2 To confirm Interim Dividend of Rs. 0.30per equity share of Rs. 1 each declared on 11thMarch, 2016and
paid on 23rdMarch, 2016for the financial year 2015-16,as Final Dividend.
ParticularsRemote e-votes Voting at the AGM Total
PercentageNumber Votes Number Votes Number Votes
Assent 104 13,34,90,354 27 3,448 131 13,34,93,802 100.00%
Dissent 1 4,743 - - 1 4,743 0.00%
Total 105 13,34,95,097 27 3,448 132 13,34,98,545 100.00%
Based on the aforesaid results, we report that the Ordinary Resolution as contained in Item No.2 of the Notice dated
28thMay, 2016,has been passed unanimously.
Item No. 3 To appoint a director in place of Mr. Jayanti Patel (DIN 00027224)who retires by rotation and being
eligible offers himself for reappointment.
ParticularsRemote e-votes Voting at the AGM Total
PercentageNumber Votes Number Votes Number Votes
Assent 98 11,42,24,657 27 3,448 125 11,42,28,105 99.38%
Dissent 5 7,10,050 - - 5 7,10,050 0.62%
Total 103 11,49,34,707 27 3,448 130 11,49,38,155 100.00%
Based on the aforesaid results and after ensuring that Mr. Jayanti Patel has abstained from voting on this resolution,
we report that the Ordinary Resolution as contained in Item No.3 ofthe Notice dated 28thMay, 2016,has been passed
unanimously.
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Item No.4 To appoint a director in place of Mr. Ashish Soparkar (DIN 00027480) who retires by rotation and being
eligible offers himself for reappointment.
ParticularsRemote e-votes Voting at the AGM Total
Number Votes Number Votes Number VotesPercentage
Assent 95 10,67,29,599 27 3,448 122 10,67,33,047 99.34%Dissent 5 7,10,050 - - 5 7,10,050 0.66%Total 100 10,74,39,649 27 3,448 127 10,74,43,097 100.00%
Based on the aforesaid results and after ensuring that Mr. Ashish Soparkar has abstained from voting on thisresolution, we report that the Ordinary Resolution as contained in Item No.4 of the Notice dated 28th May, 2016,hasbeen passed unanimously.
Item No. 5 Appointment of auditors and joint auditors and to authorise Board of Directors to fix their remuneration.
ParticularsRemote e-votes Voting at the AGM Total
PercentageNumber Votes Number Votes Number Votes
Assent 105 13,34,95,097 27 3,448 132 13,34,98,545 100.00%Dissent - - - - - - 0.00%Total 105 13,34,95,097 27 3,448 132 13,34,98,545 100.00%
Based on the aforesaid results, we report that the Ordinary Resolution as contained in Item No.5 of the Notice dated
28th May, 2016,has been passed unanimously.
Item No.6 Appointment of Cost Auditor of the Company for the Financial year 2016-17
ParticularsRemote e-votes Voting at the AGM Total
PercentageNumber Votes Number Votes Number Votes
Assent 105 13,34,95,097 27 3,448 132 13,34,98,545 100.00%
Dissent - - - - - - 0.00%
Total 105 13,34,95,097 27 3,448 132 13,34,98,545 100.00%
Based on the aforesaid results, we report that the Ordinary Resolution as contained in Item No.6 of the Notice dated
28th May, 2016,has been passed unanimously.
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Item No. 7 Authority to the Board of Directors to enter into transactions with related parties for a period of 3(three)
years commencing from 1st April, 2016.
ParticularsRemote e-votes Votif!g_at the AGM Total
PercentageNumber Votes Number Votes Number VotesAssent 81 3,18,22,494 27 3,448 108 3,18,25,942 100.00%Dissent - - - - - - 0.00%Total 81 3,18,22,494 27 3,448 108 3,18,25,942 100.00%
Based on the aforesaid results and after ensuring that the related parties have abstained from voting on this resolution,
we report that the Ordinary Resolution as contained in Item No.7 of the Notice dated 28th May, 2016,has been passedunanimously.
Item No. 8 Authorise directors to convert financial assistance into Fully Paid up Equity Shares of the Company.
ParticularsRemote e-votes Voting at the AGM Total
PercentageNumber Votes Number Votes Number VotesAssent 88 12,76,43,066 27 3,448 115 12,76,46,514 95.62%Dissent 17 58,52,031 - - 17 58,52,031 4.38%Total 105 13,34,95,097 27 3,448 132 13,34,98,545 100.00%
Based on the aforesaid results, we report that the Special Resolution as contained in Item No.8 of the Notice dated28th May, 2016,has been passed with requisite majority.
DATE: 27TH JULY, 2016
PLACE:AHMEDABAD
FOR, KHANDWALA& KHANDWALA
CHARTERED ACCOUNTANT
ertu-f'~(M.M. KHANDWALA)
PARTNER
MNo32472
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